Terms of Business
Terms of Business
Defined terms
Agreement | Means our agreement by and between the Broker and the Client, that comprises these Terms of Business, the Broker’s Terms and Conditions (set out in Schedule 1) and any Confirmation of Instructions Letter entered into in connection with the same. |
Ancillary Service | Means any service provided by a third-party engaged by the Broker in connection with the Credit Broking Services, which could include (but is not limited to) the services of solicitors or valuers. |
Arrangement Fee | Means the arrangement fee set out in clause 3.2 below. |
Code | Means the code of practice of the NACFB which applies to all members of the association, as published by the NACFB (available on request from the NACFB or on the NACFB website www.nacfb.org) and as may be amended from time to time. |
Completion | Means the date that a Finance Agreement between the Client and a Lender becomes effective following the submission of a Lending Proposal. |
Credit Broking Services | Means the credit brokering services which We agree to provide to You under this Agreement. |
Commission | Means a sum of money that is paid to Us by a Lender in connection with a Lending Proposal. |
Commencement Date | Means the date of this Agreement once it has been executed by both Parties. |
Confirmation of | Means a confirmation of instructions letter, executed by the Client, in substantially the form set out in the Schedule 2. |
FCA | Means the Financial Conduct Authority |
Fee | Means the Arrangement Fee. |
Finance Agreement | Means an agreement to finance a Finance Product. |
Finance Offer | Means a written offer setting out the proposed terms of finance issued to you by the Lender (whether such offer is conditional or unconditional) or any replacement thereof. |
Finance Product | Means an instrument in which a person can either borrow money, or enter into a finance arrangement for the provision, purchase or refinancing of goods or services. |
Financial Services | Means the register which helps consumers to confirm the authenticity and contact details of regulated financial services firms. |
Lender | Means any lender to whom the Lending Proposal is presented by Us. |
Lending Proposal | Means a funding proposal prepared by Us and submitted to the Lender setting out, amongst other things, the requirements recorded in the Confirmation of Instructions Letter. |
Finance Product Amount | Means the sum advanced by the Lender to You following the issue of a Finance Offer by that Lender which has been accepted by You. |
Minimum Standards | Means the minimum standards of the NACFB, as published by the NACFB (available on request from the NACFB or on the NACFB website www.nacfb.org) and as may be amended from time to time. |
NACFB | Means the National Association of Commercial Finance Brokers |
Parties | Means together the Broker and the Client, each being a “Party”. |
Privacy Notice | Means the privacy notice provided to You about how We process Your Personal Data |
Regulated Activities Order | Means the Financial Services and Markets Act 2000 (Regulated Activities) Order 2001. |
Renewal Fee | Means the renewal fee set out in clause 5.1 below. |
Suitability Letter | Means a report outlining Our recommendations to You as to which Lender We feel is most suitable in submitting a Finance Offer to You. |
Ombudsman | Means the Financial Ombudsman Service, Exchange Tower, London, E14 9SR |
In this Agreement unless otherwise specified and the context otherwise requires:
- references to statutes and subordinate legislation shall be construed as references to those statutes or that subordinate legislation as respectively replaced, amended or re-enacted from time to time; and
- references to this Agreement or any other document or to any specified provision of this Agreement or any other document are to this Agreement, that document or that provision as in force for the time being and as amended from time to time in accordance with the terms of this Agreement or that document and with the consent of the Broker in writing, as the case may be.
1. Appointment of the Broker
1.1 This Agreement sets out how We will deal with You in the provision of Credit Broking Services. We will start providing Credit Broking Services to You from the Commencement Date.
2. Standards Statement
2.1 EMGI LIMITED T/A Nest Business Loans is authorised and regulated by the FCA with reference number 803180. Our authorisation and permitted activities can be viewed on the Financial Services Register by visiting the FCA’s website.
2.2 (EMGI LIMITED T/A Nest Business Loans is a member of the National Association of Commercial Finance Brokers (“NACFB”). We adopt the Code and Minimum Standards set by the NACFB. You can check Our membership status by contacting the NACFB on the below link.
3. Arrangement Fees
3.1 Arrangement Fee
At the point the Finance Offer is made by the Lender to whom We presented the Lending Proposal, You may need to pay to Us, an Arrangement Fee of 2% of the Finance Product Amount.
Payment of the Arrangement Fee shall be made by You to Us within 14 days of the date of issue of the Finance Offer by that Lender.
3.2 Refund of Fees etc –
3.2.1 Unless the Lending Proposal comprises an application for a Regulated Mortgage Contract (as defined by Article 61(3)(a) of the Regulated Activities Order) or a Home Finance Transaction (as defined in the FCA handbook), You will be entitled to a refund if; (a) within a period of 6 months commencing on the date we submit a Lending Proposal, You accept a Finance Offer and enter into a Finance Agreement but exercise in respect of that Finance Agreement either a right to withdraw under section 66A of the Consumer Credit Act 1974 or a right to cancel under section 69 of the Consumer Credit Act 1974, or; (b) we are otherwise required to issue a refund by law.
3.2.2 You may, at our discretion, be entitled to a refund if You do not enter into a Finance Agreement within a period of 6 months commencing on the date We submit a Lending Proposal, or if there is more than one Lending Proposal submitted by Us, on the date We submit the first Lending Proposal.
3.2.3 If the circumstances in clauses 3.3.1 above apply, then We shall refund the Arrangement Fee paid under this Agreement in respect of the relevant Lending Proposal less £5.00 in accordance with clause 3.3.4.
3.2.4 If the circumstances referred to in clause 3.3.1 or 3.3.2 of this Agreement apply then the refund shall be paid by Us to You within 30 days of the end of the period referred to in clause 3.3.1 or 3.3.2 above or the date upon which it is clear to Us that the Finance Offer will not proceed to Completion, whichever is sooner.
3.2.5 If the circumstances referred to in clause 3.3.1 apply, and Fees have become due, they will cease to be payable.
3.2.6 For the avoidance of doubt, in the circumstances referred to in clause 3.3.1, no Fees are refundable, or shall cease to be payable, if the Lending Proposal comprises a Regulated Mortgage Contract or Home Finance Transaction.
4 Client Acknowledgement
4.1 By executing our Agreement, you acknowledge that:
4.1.1 You have been urged to seek such independent advice as You consider necessary before signing this Agreement.
4.1.2 We will source Finance Offers from a panel of lenders whose names will be supplied upon request. In this role, We are doing no more than effecting an introduction between You and the Lender(s) to enable You to choose a Finance Product which, in your sole opinion, is suitable for You. We are not Your agent or otherwise acting on Your behalf, and there is no duty upon Us to provide you with impartial advice, information or any recommendation relating to a Finance Product.
4.1.3 We may receive a Commission from the Lender for introducing You to them in relation to the funding set out in the Finance Offer, as well as receiving Fees separately from You pursuant to clauses 3.1, 3.2 and 5.1 of this Agreement. For the avoidance of doubt any payment of Commission is subject to the terms of Our arrangements with the Lender who pays that Commission and will not be subject to the refund arrangements in clause 3.3 above. If you wish to receive any further information concerning any Commission paid to us by the Lender (including the amount of such Commission), please let Us know in writing.
4.1.4 You have read the Broker’s Terms and Conditions set out in Schedule 1 and agree that they form part of our Agreement.
4.2 You consent that You agree to pay the Fees in accordance with the terms of our Agreement.
4.3 You are aware that We are required to disclose the nature of the payment of any Commission in Our communications, as well as when making a recommendation to You. The existence and nature of commission arrangements where the Commission varies depending on the Lender, product or other permissible factors will always be disclosed. The disclosure will also cover how the arrangements could affect Our recommendations to You. Such disclosures will be made in Our Suitability Letter issued to You.
4.4 You are aware that We may receive Commission from referring You to an Ancillary Service for introducing You to them, and You have no objections to Us receiving this amount. If You wish to receive any further information concerning any Commission paid to Us by any third-party Ancillary Service, please let Us know in writing.
4.5 Commission paid to Us may vary in amount depending on the Lender or product. Where the nature of any financial arrangement, including the amount of any Commission or any other type of remuneration is known, in advance of Us promoting or recommending a particular Lender or Finance Product, this information will be disclosed to You.
4.6 Having acknowledged the matters set out under this clause 4, You hereby consent to Us receiving and retaining any Commission paid.
5 Renewal of our Agreement
5.1 Our Agreement shall come into force on the Commencement Date and will expire on the date which is 6 months from the date that You receive a finance offer from a Lender to whom we have introduced You, at which stage, should You by then have not entered into a Finance Agreement, it will lapse (the “Expiry Date”). Should You wish to continue receiving Credit Broking Services on or after the Expiry Date, after We have refunded any Fees payable by You under clause 3 above, You may request that We renew it.
5.2 Should our Agreement be renewed under this clause, it will continue upon the same terms, save that:
5.2.1 the Arrangement Fee will become payable, or repayable (if already refunded by Us to You pursuant to clause 3.3), by You to Us on the making of any new Finance Offer by the Lender.
Schedule 1
BROKERS’ TERMS AND CONDITIONS
1. Confirmation of Instructions
1.1 Before signing our Agreement, the Broker will complete a Confirmation of Instructions Letter which shall be read and take effect as if they form part of our Agreement. The Confirmation of Instructions Letter will take effect on the date that it is signed by the Client.
1.2 Any change to or variation of the Confirmation of Instructions Letter will not affect the liability of the Client to pay any Fees pursuant to our Agreement.
2. Your duty to Us
2.1 The Client agrees to act with utmost good faith in the provision of information to the Broker. This duty is continuous and applies to all information the Client provides to the Broker, whether the Broker has requested it or whether the Client has provided it voluntarily. The Client agrees not to withhold information from the Broker.
2.2 The Client agrees to take all reasonable steps and use all reasonable endeavours to comply with and satisfy any condition imposed by the Lender who has made a Finance Offer that accords with the requirements set out in the Confirmation of Instructions Letter.
2.3 The Client agrees to notify the Broker if at any time, they intend to appoint an additional or alternate broker or intermediary to obtain an offer of finance for them whereupon the Broker may , subject to any exclusivity arrangements and/or the nature of the Finance Product, be entitled to terminate our Agreement forthwith and the Client shall pay to the Broker any Fee incurred for any Credit Broking Services carried out up to the date of termination, save where such Fees cannot be charged to the Client by law.
2.4 If the Client fails to notify the Broker that they intend to appoint an alternate or additional broker or intermediary prior to doing so and if a Finance Offer is subsequently obtained from any Lender the Client will pay the Arrangement Fee calculated by reference to the Finance Offer made but otherwise in accordance clause 3.2 of our Agreement to the Broker.
3. Termination
3.1 The Broker may terminate the Agreement by giving 14 days written notice to the Client and the Client may be required to pay to the Broker any Fee incurred for any Credit Broking Services carried out up to the date of termination, as shall be notified by the Broker to the Client within 7 days of termination.
4. National Association of Commercial Finance Brokers – The Code
4.1 The Broker agrees to act on behalf of the Client in accordance with the terms of the Code.
4.2 The Broker will investigate and deal with any complaints raised by the Client concerning the Credit Brokering Services provided by the Broker under our Agreement, promptly and reasonably, but if the Broker is unable to resolve any complaint to the Client’s satisfaction the Code stipulates the procedures available to the Client including NACFB Mediation.
4.3 If the Client is unhappy with the Broker’s response to their complaint, and the complainant falls within the regulated activities, they may be able to complain to the Ombudsman at:
Address: Financial Ombudsman Service, Exchange Tower, London, E14 9SR.
Contact: 0800 0234567, 0300 1239123.
Website: www.financial-ombudsman.org.uk
4.4 The Ombudsman will be able to confirm whether it can look at the complaint. If the Client is entitled to make a complaint to the Ombudsman, then they are not bound to follow any alternative procedure and can make their complaint to the Ombudsman within the timescales set down by the rules applicable to that scheme, details of which will be provided to the Client by the Broker on request.
5. Amendments
5.1 Any amendment to our Agreement, whether proposed by the Broker or the Client shall be notified in writing to the other Party no less than 30 days prior to such amendment taking effect. Any amendment proposed by the Broker shall take effect on the date specified in the notice unless in the meantime the Client notifies the Broker to the contrary or requests an extension of time. Any amendment proposed by the Client shall take effect when accepted by the Broker in writing.
6. Privacy Notice and Data Protection
6.1 A Privacy Notice has been issued by the Broker to the Client separately from our Agreement, further details of which (and a copy of the same) is available upon request. Being transparent and providing accessible information to individuals about how the Broker will use the Client’s personal data is a key element of the General Data Protection Regulation (GDPR).
6.2 The Privacy Notice details lawful bases for processing data, who We are, how We use the information about You, marketing consent, what information is collected, why the personal data is required, Our data retention periods and individuals’ rights to personal data. More detailed information can be obtained on request.
6.3 You must be confident You understand how Your data will be processed. If You require further clarification, please contact Us before entering into our Agreement.
7. Assignments and third-party rights
7.1 Our Agreement is personal to the Client and a person who is not a party to our Agreement may not enforce any of its terms under the Contracts (Rights of Third Parties) Act 1999.
7.2 The Broker may assign, in whole or in part, our Agreement or any of its rights, liabilities or obligations under it, as it thinks fit.
8. Professional Indemnity
8.1 The Broker will maintain professional indemnity insurance cover in respect of its business with and on standard terms offered by reputable insurers.
9. Exclusions
9.1 The Client accepts that the Broker shall have no liability for any economic loss suffered or incurred by the Client (whether direct, indirect or consequential) insofar as it relates in any way to loss of business, loss of Client data, interruption of business or loss of profits or goodwill because of the manner of performance by the Broker of any obligations arising under our Agreement.
9.2 Nothing in our Agreement shall limit either Party’s liability in respect of any claims:
9.2.1 for death or personal injury caused by the negligence of such party;
9.2.2 resulting from any fraud including, without limitation, fraudulent misrepresentation made by such party; or
9.2.3 for which liability may not otherwise lawfully be limited or excluded.
10. Choice of Law
10.1 Our Agreement shall be governed by and construed in accordance with English Law. All claims and disputes (including non-contractual claims and disputes) arising out of or in connection with our Agreement, its subject matter, negotiation or formation will be determined in accordance with English law.
10.2 The Parties irrevocably agree to submit to the exclusive jurisdiction of the English Courts.
GOVERNING LAW
These Terms of Service and any separate agreements whereby we provide you Services shall be governed by and construed in accordance with the laws of the United Kingdom.
CHANGES TO TERMS OF SERVICE
You can review the most current version of the Terms of Service at any time at this page.
We reserve the right, at our sole discretion, to update, change or replace any part of these Terms of Service by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. Your continued use of or access to our website or the Service following the posting of any changes to these Terms of Service constitutes acceptance of those changes.
GDPR
In line with the General Data Protection Regulation (GDPR), we require your consent to correspond with any other party. This includes forwarding sensitive documents and information regarding you and your business to third parties when making an application on your behalf.
Details of the third parties will be disclosed to you upon request, otherwise you will be informed of the third party details once we have identified a suitable lender and prior to you entering into an agreement with them.
Our Data Retention Policy is available on request.
By consenting to our terms and conditions you are consenting to allowing EMGI LIMITED and any of our authorised representatives, to share the information/documents provided with any third party commercial finance providers in the means of sourcing finance for my company. The 3rd party commercial finance providers reviewing your application may need to pull business and non-business consumer credit reports during their review. I also allow EMGI LIMITED to discuss, negotiate and source finance quotes and approvals using this information.
CONTACT INFORMATION
Questions about the Terms of Service should be sent to us using our contact form.